ADFENDER LICENSE AGREEMENT
IMPORTANT: PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE DOWNLOADING, INSTALLING AND USING THE ADFENDER SOFTWARE. YOU ARE HEREBY EXPRESSING YOUR INTENT TO ENTER INTO, AND ARE ENTERING INTO, A BINDING LEGAL CONTRACT (“AGREEMENT”) BETWEEN YOU AND ADFENDER, INC. YOU MUST ACCEPT THIS AGREEMENT BEFORE YOU INSTALL THE SOFTWARE. IF YOU ARE AN INDIVIDUAL, THEN YOU MUST BE AT LEAST 18 YEARS OLD AND HAVE ATTAINED THE AGE OF MAJORITY IN THE STATE, PROVINCE OR COUNTRY WHERE YOU LIVE TO ENTER INTO THIS AGREEMENT. IF YOU ARE USING THE SOFTWARE ON BEHALF OF AN ENTITY, THEN YOU MUST BE PROPERLY AUTHORIZED TO REPRESENT THAT ENTITY AND TO ACCEPT THIS AGREEMENT ON ITS BEHALF. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE. ADFENDER, INC ("LICENSOR") OFFERS TO LICENSE YOU ("YOU/YOUR") THE ADFENDER SOFTWARE (INCLUDING DATABASE, DOCUMENTATION) ("SOFTWARE"), SUBJECT TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT.
1. LICENSE GRANT.
Upon YOUR acceptance of this AGREEMENT and subject to YOUR compliance with the terms of this AGREEMENT, LICENSOR grants YOU a non-exclusive, non-transferable license to use the SOFTWARE for the following purposes and in the following manner:
1.1. YOU may NOT resell, charge for, sub-license, rent, lease, loan or distribute the SOFTWARE without prior written consent from the LICENSOR. The LICENSOR reserves the right to withdraw any such consent (or part thereof) for any reason and without notice and to demand that YOU immediately cease any activity in respect of which permission is withdrawn.
1.2. YOU may NOT repackage, translate, adapt, vary, modify, alter, create derivative works based upon, or integrate any other computer programs with, the SOFTWARE in whole or in part.
1.3. YOU may NOT use the SOFTWARE to engage in or allow others to engage in any illegal activity.
1.4. YOU may NOT transfer or assign YOUR rights or obligations under this AGREEMENT to any person or authorize all or any part of the SOFTWARE to be copied on to another user's computer.
1.5. YOU may NOT decompile, disassemble, reverse engineer or otherwise attempt to discover the source code of the SOFTWARE except to the extent that you may be expressly permitted to reverse engineer or decompile under applicable law.
Each copy of the SOFTWARE is licensed, not sold. For purposes of this AGREEMENT, the terms “purchase,” “sell” and like terms refers to purchase or sale of a license to use the SOFTWARE and not to a purchase or sale of title to or ownership of any rights or other interests in the SOFTWARE. YOU own the media on which the SOFTWARE is recorded, but you acknowledge and agree that the LICENSOR retains ownership of the SOFTWARE itself and any related material used by LICENSOR or the SOFTWARE, including all intellectual property rights therein. The SOFTWARE is protected by U.S. copyright law and international treaties. YOU will not delete or in any manner alter the copyright, trademark, and other proprietary rights notices or markings appearing on the SOFTWARE as delivered to you. LICENSOR reserves all rights in the SOFTWARE not expressly granted to you in this AGREEMENT.
3. ACTIVATION AND TERM.
3.1. If YOU modify YOUR Computer or make changes to other vendors’ software installed on it, YOU may be required by the LICENSOR to repeat activation of the SOFTWARE, the count of which may be limited by LICENSOR.
3.2. If YOU have purchased a license to the SOFTWARE, then the initial term of this AGREEMENT commences on the date specified in the Purchase Receipt or applicable purchasing documentation accompanying the SOFTWARE (or if no such date is specified, the date you initially install a copy of the SOFTWARE on a Computer (regardless of the number of copies of the SOFTWARE that YOU are permitted to use in accordance with this AGREEMENT)), and, in each case, continues for the period of time set forth in the Purchase Receipt or applicable purchasing documentation (or, if no such date is specified, for one (1) year).
3.3. If YOU have obtained a trial license to the SOFTWARE, then YOUR license will continue for such time period as may be specified by LICENSOR with respect to such trial (or, if no such period is specified, for fourteen (14) days) provided that the trial version does not entitle YOU to Updates and Technical support via the Internet. In addition, LICENSOR may terminate YOUR trial license at any time at its sole discretion.
3.4. In the expiration period described in this clause the SOFTWARE may be automatically deactivated and enter into an inactive or disabled state.
3.5. Without prejudice to any other remedy in law or in equity that the LICENSOR may have, in the event of any breach by YOU of any of the terms and conditions of this AGREEMENT, the LICENSOR shall at any time without notice to YOU be entitled to terminate this License to use the SOFTWARE without refunding the purchase price or any part thereof.
3.6. YOU agree that in using the SOFTWARE and in using any report or information derived as a result of using this SOFTWARE, YOU will comply with all applicable international, national, state, regional and local laws and regulations, including, without limitation, privacy, copyright, export control and obscenity law.
3.7. To check the legitimacy of the SOFTWARE use the LICENSOR reserves the right to use means to verify that YOU have licensed copy of the SOFTWARE. The SOFTWARE can transmit LICENSOR information needed to verify the legitimacy of the SOFTWARE use. If the check cannot be performed or if the information cannot be authenticated, the SOFTWARE may enter into an inactive or disabled state.
4. CAUTION AND ACKNOWLEDGEMENT.
The SOFTWARE is designed to identify and block or remove online advertisements and trackers("THREATS"), which, in LICENSOR’S judgment, may compromise computer security and/or online privacy. YOU acknowledge that use of the SOFTWARE may disable other non-LICENSOR software, or change settings on YOUR computer which may disable YOUR internet connection and YOU agree that the LICENSOR shall not be responsible for such disabling or the results of such disabling. YOU are solely responsible for any files the SOFTWARE removes from YOUR computer when removing cookies. While the SOFTWARE uses reasonable efforts to properly identify THREATS, the LICENSOR does not guarantee that it is complete or always accurate.
5. BACK-UP AND ACKNOWLEDGEMENT.
For as long as you use the SOFTWARE and/or Service, you agree to regularly back-up YOUR Computer programs and files (“DATA”) on a separate media. YOU acknowledge that the failure to do so may cause you to lose DATA in the event that any error in the SOFTWARE causes Computer problems, and that LICENSOR is not responsible for any such DATA loss. YOU agree that you are responsible for deciding if and how you use the SOFTWARE.
From time to time, LICENSOR may, but has no obligation to, provide updates to the SOFTWARE. YOU are advised to update the SOFTWARE regularly, or to set it to update automatically if that feature is available in YOUR version of the SOFTWARE. LICENSOR reserves the right to designate any updates, additional content or features as requiring separate payment or purchase of a separate license at any time and without notice to you. Nothing in this AGREEMENT entitles you to receive any support, maintenance, updates, upgrades, content or new versions of the SOFTWARE. LICENSOR specifically reserves the right to cease providing, updating, or maintaining the SOFTWARE at any time in its sole discretion. If a more recent version of the SOFTWARE is available, a message may be displayed, to initiate an update. The SOFTWARE may automatically update itself when a newer version is available. The SOFTWARE may occasionally notify the user regarding other SOFTWARE products or offers available from LICENSOR.
8. NO WARRANTY.
THE SOFTWARE IS PROVIDED “AS IS” “WITH ALL FAULTS”, “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE OR YOUR ABILITY TO USE IT WILL BE UINTERRUPTED, SECURE OR ERROR FREE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND/OR ITS PARTNERS DISCLAIM AND EXCLUDE ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS, OR IMPLIED BY STATUTE, COMMON LAW OR TRADE USAGE, INCLUDING BUT NOT LIMITED TO WARRANTIES OR CONDITIONS OF TITLE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, SATISFACTORY QUALITY, MERCHANTIBILITY AND FITNESS FOR A PARTICULAR PURPOSE.
9. EXCLUSION AND LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LICENSOR OR ITS PARTNERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR LOSS OF PRIVACY, FOR CORRUPTION, DAMAGE AND LOSS OF DATA OR PROGRAMS, FOR FAILURE TO MEET ANY DUTY INCLUDING ANY STATUTORY DUTY, DUTY OF GOOD FAITH OR DUTY OF REASONABLE CARE, FOR NEGLIGENCE, FOR ECONOMIC LOSS, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, OR ARISING OUT OF ANY BREACH OF CONTRACT OR ANY TORT (INCLUDING NEGLIGENCE, MISREPRESENTATION, ANY STRICT LIABILITY OBLIGATION OR DUTY), OR ANY BREACH OF STATUTORY DUTY, OR ANY BREACH OF WARRANTY OF THE LICENSOR OR ANY OF ITS PARTNERS, EVEN IF THE LICENSOR OR ANY PARTNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU AGREE THAT IN THE EVENT THE LICENSOR AND/OR ITS PARTNERS ARE FOUND LIABLE, THE LIABILITY OF THE LICENSOR AND/OR ITS PARTNERS SHALL BE LIMITED BY THE COSTS OF THE SOFTWARE. IN NO CASE SHALL THE LIABILITY OF THE LICENSOR AND/OR ITS PARTNERS EXCEED THE FEES PAID FOR THE SOFTWARE TO THE LICENSOR AND/OR ITS PARTNERS (AS MAY BE APPLICABLE) DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.
NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY CLAIM FOR DEATH AND PERSONAL INJURY. FURTHER IN THE EVENT ANY DISCLAIMER, EXCLUSION OR LIMITATION IN THIS AGREEMENT CANNOT BE EXCLUDED OR LIMITED ACCORDING TO APPLICABLE LAW THEN ONLY SUCH DISCLAIMER, EXCLUSION OR LIMITATION SHALL NOT APPLY TO YOU AND YOU CONTINUE TO BE BOUND BY ALL THE REMAINING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS.
10. CONSUMER PROTECTION.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO THE ABOVE LIMITATIONS AND DISCLAIMERS OF WARRANTIES AND LIABILITIES MAY NOT FULLY APPLY TO YOU. YOU MAY HAVE ADDITIONAL RIGHTS AND REMEDIES that MAY VARY FROM JURISDICTION TO JURISDICTION. SUCH POTENTIAL RIGHTS OR REMEDIES, IF ANY, SHALL NOT BE AFFECTED BY THIS AGREEMENT.
11. U.S. GOVERNMENT RESTRICTED RIGHTS.
If the entity on whose behalf you are acquiring the SOFTWARE is any unit or agency of the United States Government, then that Government entity acknowledges that the SOFTWARE, (i) was developed at private expense, (ii) is commercial in nature, (iii) is not in the public domain, and (iv) is "Restricted Computer Software" as that term is defined in Clause 52.227 19 of the Federal Acquisition Regulations (FAR) and is "Commercial Computer Software" as that term is defined in Subpart 227.471 of the Department of Defense Federal Acquisition Regulation Supplement (DFARS). The Government agrees that (i) if the SOFTWARE is supplied to the Department of Defense (DoD), the SOFTWARE is classified as "Commercial Computer Software" and the Government is acquiring only "restricted rights" in the SOFTWARE and its documentation as that term is defined in Clause 252.227 7013(c)(1) of the DFARS, and (ii) if the SOFTWARE is supplied to any unit or agency of the United States Government other than DoD, the Government's rights in the SOFTWARE and its documentation will be as defined in Clause 52.227 19(c)(2) of the FAR.
12. GOVERNING LAW.
This AGREEMENT and any disputes arising out of or related to this AGREEMENT or the SOFTWARE will be governed by the laws of the State of Massachusetts excluding its conflict of law’s provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods.
13. EXPORT CONTROL.
YOU agree to comply fully with all U.S. and other applicable export laws and regulations to ensure that neither the SOFTWARE nor any technical data related thereto nor any direct product thereof are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. Information about such restrictions can be found at the following website: http://www.treas.gov/ofac/
14. ENTIRE AGREEMENT, SEVERABILITY.
This is the entire AGREEMENT between YOU and the LICENSOR and it supersedes any prior AGREEMENT or understanding, whether written or oral, relating to the subject matter of this AGREEMENT. In the event of invalidity of any provision of this license, the parties agree that such invalidity shall not affect the validity of the remaining portions of this license. LICENSOR’s failure to insist upon or enforce strict performance of any provision of this AGREEMENT or any right shall not be construed as a waiver of any such provision or right.
Visit https://adfender.com/support if you have a questions about the Software. Direct all questions about this AGREEMENT to: firstname.lastname@example.org.